Taubman Paul J 4

What Happened

• Paul J. Taubman, Chairman, CEO and a director of PJT Partners (PJT), exercised/converted a derivative tied to 36,000 Partnership Units on April 30, 2026. The units were settled for cash at an effective per-share amount of $151.71, resulting in cash proceeds of $5,461,650. The Form 4 reports the transaction under code M (exercise or conversion of derivative) and lists the derivative as disposed.

Key Details

• Transaction date and price: April 30, 2026 — 36,000 units at $151.71 each.
• Total proceeds: $5,461,650 (cash settlement).
• Post-transaction holdings reported: 5,388,000 Partnership Units beneficially owned (200,000 of those remain subject to a time-based vesting condition through March 1, 2027). (See footnote F4.)
• Relevant footnotes:
  • F1/F2 — Taubman elected to exchange up to 36,000 Partnership Units in the quarterly exchange window; exchanges may be settled for cash or Class A common stock at the issuer’s election.
  • F3 — Issuer elected cash settlement for this exchange, effective April 30, 2026.
• Filing timeliness: Reported on Form 4 filed May 1, 2026 for a transaction on April 30, 2026 (timely).

Context

• This was a cash settlement of an exchange/conversion of partnership units rather than an open-market sale of Class A shares. The board elected cash (per the issuer’s Exchange Agreement), so proceeds were received directly rather than resulting from a share sale.
• The code M indicates an exercise/conversion of a derivative interest; such transactions can be routine liquidity events and do not, by themselves, indicate the insider’s view on the company.